AMENDMENT TO THE MYERS INDUSTRIES, INC. EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN JOHN C. ORR

Exhibit 10.2

AMENDMENT TO THE
MYERS INDUSTRIES, INC.
EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN
JOHN C. ORR

     Amendment to the Myers Industries, Inc. Executive Supplemental Retirement Plan (the “Plan”), is entered into as of the 20th day of June, 2008, by and between Myers Industries, Inc. (the “Employer”) and John C. Orr (the “Executive”).

     WHEREAS, the Employer established the Plan, effective January 1, 1997;

     WHEREAS, the Executive is a Participant in the Plan;

     WHEREAS, pursuant to Section 10.7 of the Plan, the Employer may amend or modify any provision of the Plan as to any particular Participant (as defined in the Plan) by agreement with such Participant, provided that such agreement is in writing, is executed by both the Employer and the Participant, and is filed with the Plan records;

     WHEREAS, the Employer has previously amended the Plan with respect to the Executive as documented by that certain Amendment to the Myers Industries, Inc. Executive Supplemental Retirement Plan for John C. Orr effective as of May 1, 2005 (the “First Amendment”); and

     WHEREAS, the Employer wants to further amend certain provisions of the Plan as to the Executive; and

     WHEREAS, this Amendment shall amend, restate and supersede the First Amendment in its entirety and shall apply only to the Executive and not to any other Participants.

     NOW, THEREFORE, the Plan is hereby amended effective June 1, 2008 as to the Executive as follows:

	1.		Section 2.4 of the Plan shall be amended in its entirety to read as follows:
			“Section 2.4 The term “Benefit Amount” shall mean $275,000 and, for distribution purposes, shall consist of two portions, the “Lump Sum Benefit Amount” and the “Periodic Benefit Amount.” The Lump Sum Benefit Amount shall mean $75,000 and the Periodic Benefit Amount shall mean $200,000. Notwithstanding the foregoing, the Committee may, at any time and from time to time, in its sole discretion, revise the Benefit Amount, including the Lump Sum Benefit Amount and the Periodic Benefit Amount; provided, however, that none of the Benefit Amount, Lump Sum Benefit Amount or Periodic Benefit Amount may be reduced without the Participant’s written consent.”

	2.		Section 2.6 of the Plan shall be amended in its entirety to read as follows:
			“Section 2.6 The term “Cause” shall mean “Cause” as defined in the Amended and Restated Employment Agreement Between Myers Industries, Inc. and John C. Orr Effective as of June 1, 2008 (the “Employment Agreement”).”
	3.		Section 2.7 of the Plan shall be amended in its entirety to read as follows:
			“Section 2.7 The term “Change in Control” shall mean a “Change in Control” as defined in the Employment Agreement.”
	4.		Section 2.10 of the Plan shall be amended in its entirety to read as follows:
			“Section 2.10 The term “Disability” shall mean “Disability” as defined in the Employment Agreement.”
	5.		Section 2.11 of the Plan shall be amended in its entirety to read as follows:
			“Section 2.11 The term “Early Retirement Date” shall mean the date of the Participant’s retirement during the period commencing on the first day of the month coincident with or immediately following the date as of which the Participant has attained age fifty-five(55).”
	6.		Section 2.14 of the Plan shall be amended in its entirety to read as follows:
			“Section 2.14 The term “Good Reason” shall mean “Good Reason” as defined in the Employment Agreement.”
	7.		Section 2.20 of the Plan shall be amended in its entirety to read as follows:
			“Section 2.20 The term “Retirement Date” shall mean the first day of the month coinciding with or immediately following the month in which the Participant terminates employment.”
	8.		Section 2.21 of the Plan shall be amended in its entirety to read as follows:
			“Section 2.21 The term “Supplemental Pension” shall mean a Supplemental Normal Retirement Pension payable under Section 4.1, a Supplemental Early Retirement Pension payable under Section 4.2, a Supplemental Late Retirement Pension payable under Section 4.3, a Supplemental Vested Pension payable under Section 4.4, or a Supplemental Termination Pension payable under Section 4.6.”
	9.		Section 2.22 of the Plan shall be amended in its entirety to read as follows:
			“Section 2.22 The term “Year of Service” shall mean a Plan Year commencing with the calendar year beginning on the Effective Date, provided that the Participant is employed by the Employer as a full-time employee on at least one day during such Plan Year. Notwithstanding anything in the Plan to the contrary,

			for purposes of determining the Participant’s Supplemental Vested Pension under Section 4.4, the Participant shall be deemed to have ten (10) Years of Service as of May 1, 2005. If a Participant terminates employment with the Employer and is subsequently re-employed by the Employer, he shall forfeit all Years of Service earned under this Plan prior to the termination of his employment.”
	10.		Article II of the Plan shall be amended by the addition of the following new Section 2.23 at the end thereof:
			“Section 2.23 The term “Specified Employee” shall mean a Participant who:

	(a)		owns more than five percent (5%) of the stock of the Employer or any member of the Employer’s controlled group;
	(b)		owns more than one percent (1%) of the stock of the Employer and has compensation from the employer in excess of $150,000 per year; or
	(c)		is an officer of the Employer with compensation in excess of $145,000 per year.”

	11.		Section 4.1 of the Plan is hereby amended in its entirety to read as follows:
			“Section 4.1 Supplemental Normal Retirement Pension. Subject to the provisions of Article XI, a Participant who retires on or after his Normal Retirement Date shall be entitled to receive a lump sum Supplemental Normal Retirement Pension equa